In a large sauce pan, cook these ingredients until the vegetables are tender.
Use medium heat.
 1/2 cup chopped onion
 1/2 cup shredded carrot
 1 cup skim milk

Add. Cook and stir over medium heat until thick and bubbly.
 3 cups skim milk
 1/2 cup flour
 3/4 teaspoon salt

Stir in these ingredients. Heat thoroughly, stirring occasionally.
 1 - 8 oz bottle clam juice
 2 - 8 oz jars raw, whole oysters, not drained
 1 - 10 oz pkg chopped spinach, thawed

Serve with warm french or sour dough bread, real butter, and a fine wine. It's a great winter-time meal. Serves 4.